


How Carol Copes

by MarvelMaster616



Category: Captain Marvel (2019), Captain Marvel (Marvel Comics), Ms. Marvel - Fandom, The Avengers (Marvel) - All Media Types
Genre: F/M, Multi
Language: English
Status: Completed
Published: 2021-03-06
Updated: 2021-03-06
Packaged: 2021-03-19 08:00:28
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 8,382
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/29871579
Author URL: https://archiveofourown.org/users/MarvelMaster616/pseuds/MarvelMaster616
Summary: Carol "Captain Marvel" Danvers deals with a lot of issues. She's a hero, an Avengers, and a soldier. She hides many of her issues behind a confident, self-assured demeanor. But every now and then, she needs a way to cope. And that brings her to a very special brothel in a seedy part of Hala.
Comments: 1
Kudos: 4





	How Carol Copes

**How Carol Copes**

* * *

**AN: The following is a simple one-shot involving Carol “Captain Marvel” Danvers. It doesn’t take place in any particular part of the comics, cartoons, or movies. Just assume it takes place after she takes up the mantle of Captain Marvel.**

**Disclaimer: I don’t own Captain Marvel, the Kree, or any other Marvel characters. I am making no money off of this. They are the property of Marvel and Disney. Please don’t sue.**

_‘These mean inner thoughts or psychic communication.’_

**Warning: This story contains graphic depiction of sex. If you are uncomfortable with that, I don’t recommend reading this. But if you do, I welcome feedback or comments. Please post them on the fanfiction website or send them to me directly via email. Either way is fine. Enjoy!**

* * *

**Hala – The Red Quadrant**

_‘I’ve never been one for rules. For much of my life – from the Air Force to the Kree to the Avengers – they’ve been an obstacle or a hindrance. But I can tolerate rules, for the most part. Even the ones that bug me. It’s the unspoken rules that really piss me off. No matter what name I go by or how much title I wield, they tear me up inside. And unlike most of my problems, I can’t punch my way out. That means I have to find alternatives. Being an alcoholic, that’s more complicated than I wish it were.’_

Carol Danvers, also known to the Avengers and Kree as Captain Marvel, kept a low profile as she entered one of Hala’s least welcoming areas. She wore her usual Captain Marvel attire, but tried to avoid scrutiny by wearing a blue cloak. It covered her head and obscured part of her face as she passed through a security checkpoint along with a crowd of other Kree citizens.

She kept her head down as she passed through the scanners. The Kree sentries watching from several hovering posts and towers paid little attention. Neither they nor the Kree high command paid much attention to this part of Hala. In fact, they had an active incentive to observe it only with blind eyes. It was one of those unspoken rules that Carol often despised, but she needed it enforced to get to her destination.

_‘I hate that I have to go these lengths. I doubt it’s healthy, especially for an alcoholic. But sometimes, you can’t make the best of a bad situation. You can only settle for the least destructive.’_

Carol adjusted her cloak to hide more of her face as she entered the crowded, chaotic sub-streets of Hala’s infamous Red Quadrant. Like so many other worlds, Hala had a seedy underbelly where crime, vice, and deviance reigned supreme. This was one of the few areas where the Kree Empire’s rigid rules became lax. Illegal drugs, arms, smuggling, mercenaries, and trafficking flowed freely with minimal scrutiny.

Only the unwritten rules got enforced here and, so long as nobody annoyed or inconvenienced the Kree’s high authorities, they didn’t care. Walking down the central hub of the Red Quadrant, alongside dozens of other Kree of various stations, Carol took in the familiar, yet lurid sights.

It was like Las Vegas, Bangkok, and Madripoor all rolled into one. Every street and hub was lined with bars, clubs, and vendors. Some appeared legitimate, but that was usually just a façade. Going into a Red Quadrant, everyone assumed that every business was doing something shady. Carol had seen more than one vendor serve food one moment and an illegal Skrull firearm the next.

It helped that everything was flashy and loud. Blaring lights and holograms lit up the various structures and streets. It obscured the many fights that often broke out in the bars, as well as any unscrupulous deals that went down. Crimes, insurrections, and treason could be planned in these parts and no one would bat an eye.

_‘This place seems to get worse every time I visit. Either the criminals are upping their bribes or the Supreme Intelligence is just giving fewer shits these days. Can’t say I blame them. What happens here isn’t pretty, but it needs to happen. It’s how you keep the universe and everyone in it sane…for the most part.’_

The former Air Force pilot grew more restless as she navigated the sea of bodies, making her way down several main roads and into a couple sub blocks. Along the way, she passed open bars and shady bazars. Carol could’ve randomly swung her first, hit a random stranger, and be confident she hit someone who deserved it. For once, she tempered her usual inclination to punch away her problems.

_‘Damn! This is not a good place for a recovering alcoholic. It’s not even a good place for a functioning alcoholic. There are drinks and drugs in this place that Wolverine couldn’t handle, even on his best day. I swear if I came here while I was drinking, I wouldn’t have left alive.’_

Carol hugged her shoulder as she passed by an outdoor bar where several Kree warriors slammed back glasses of a bubbly, publish liquid. She recognized that drink. The Kree called it “Liquid Wrath.” It was like whiskey, cocaine, and methamphetamines rolled into one. Even with enhanced biology, many became deeply intoxicated by its effects. It led to plenty of fights, overdoses, and suicides on a regular basis.

It was one of the Red Quadrant’s most potent vices. It was illegal throughout the empire, but it thrived here. In same way passing a bar on Earth made Carol anxious, just walking near these places on Hala opened many old wounds. It would’ve been easy to fall off the wagon and make excuses, but that was not why she had ventured to this unsavory part of the Kree home-world.

Carol clung harder to her cloak and walked faster, shoving past plenty of other Kree. Some yelled at her, cursing in their native Kree language. She tuned them out, along with the demons that gnawed at every recovering alcoholic. She had one destination in mind and one goal for this unplanned visit.

She could already see it up ahead. A mid-sized structure with a silver-like façade and flashing red neon lights appeared amidst the chaos. It had no obvious front entrance, but that was by design. As soon as she got close enough, Carol slipped into a side-alley and past some foul-smelling garbage containers. She had to cover her nose with her cloak to block the smell. It was worse than any garbage on Earth could produce, but she still endured it.

“Almost there,” Carol told herself, trying not to gag. “Ugh! I swear, this alley smells worse every time.”

She managed to keep her lunch down while cursing under her breath. Finally, she arrived at a special side-entrance. Just above two heavy doors, a small red sensor activated and scanned her face. As soon as it identified her, the doors opened.

_“Identity confirmed. Welcome Customer CDX-161. You are ten minutes early for your scheduled appointment.”_

“Thanks, Ami,” Carol replied dryly. “You’re so diligent. I bet you’d be less welcoming if you were programmed with a nose.”

_“Your inference is noted, ma’am. Please proceed to the private changing areas.”_

“All business and no bullshit,” she sighed as the air cleared. “That’s why I love you, Ami.”

_“Your appreciation is noted, as well.”_

Carol let out a sigh of relief while also savoring the stench-free air. As soon as the doors closed behind her, they locked themselves and the facility’s air filters took over. From there, the hardest part of her journey into the Red Quadrant ended. Ami, also known as Artificial Madam Interface, took it from there.

Her purpose was perfectly in line with the operation of this place. It didn’t have an official title that translated well into any human language. Carol was content to call it an alien brothel, but it was very different from any brothel on Earth or most other parts of the galaxy. What made it unique was exactly why Carol chose it as her preferred method of coping with her problems.

“No cameras. No guards. No central hall to congregate and share awkward moments with other customers,” Carol said distantly. “If there’s a more perfect brothel in this galaxy, I’ve never seen it.”

It used to bother her, going to a brothel on an alien planet. She was Carol “Captain Marvel” Danvers, a card-carrying Avengers and warrior for the Kree. She was also tall, blond, and beautiful. Even on Hala, where human-looking Kree were looked down on, she could’ve hooked up with any number of willing partners. However, even if they were decent and understanding, they wouldn’t have given her what she needed.

Upon removing her cloak, Carol made her way through the windowless halls of the brothel. There wasn’t much to it. This was no Playboy Mansion or fancy hotel. It was just a simple building that had been designed with a singular purpose. Part of that purpose involved anonymity. All appointments had to be scheduled and at no point was one customer supposed to see another. That was a major selling point for a place like this, but it was hardly the biggest.

Carol arrived at the changing area, still catching her breath and calming her tense nerves. Like before, a couple heavy doors opened after a scanner verified her identity. Upon stepping inside, she found herself in an area resembling a spacious bathroom. It had a mirror, some toiletries, a shower, and special closet in the corner. Carol often took a shower before her appointment, but chose not to this time. She was too anxious and impatient to make herself that presentable.

“Time to get out of these dirty clothes,” Carol said restlessly.

Under the soft and calming lights, she stripped down with relative urgency. Upon zipping the top part of her Captain Marvel uniform, she slipped her arms out of the sleeves before sliding the rest down her hips and legs. Now in just her bra and panties, she hung her uniform up on the special closet, which would clean it during her appointment. After navigating the dingy alley, that was just common courtesy.

After placing her uniform on the hanger, Carol removed her bra and panties, which she placed in the closet as well. Now fully nude, she exhaled another tense sigh as she stood in front of the mirror. Knowing she had a few minutes before her appointment, she leaned over the sink and gazed at her reflection.

“You look good on the outside,” Carol told her reflection, “so strong and beautiful. After so many battles, your face is still intact, your tits aren’t sagging, and your butt looks good in a thong. You couldn’t ask for a better exterior. But it hides your ugliest scars and does _way_ too good a job.”

She wasn’t telling herself anything she didn’t already know. Looking over her body, Carol saw what everyone else saw. She was a beautiful woman by nearly every measure. She had above-average sized breasts, shapely legs, and a perfectly proportioned butt that any self-conscious woman would envy. That had earned her plenty of lurid gazes from men of multiple species. She was never that modest about her looks. Her old Ms. Marvel costume helped get _that_ point across.

For that reason, she didn’t surprise anyone whenever she revealed she had an active sex life. She had been in her share of relationships, going back to her time with Dr. William Lawson. Everyone on Hala and Earth understood that she was her own woman. She could pursue love, sex, and everything in between however she pleased.

What they _didn’t_ understand were the unresolved issues that lay within, let alone how they affected her personal life. Carol might have been strong and beautiful, but she had her share of problems. When it came to her personal life, her biggest problem stemmed directly from another unwritten rule.

That rule had to do with Marcus Immortus, a name few dared utter without incurring her ire.

“You should be past it,” Carol told her reflection. “It was a long time ago. Marcus tricked you, manipulated you, and took advantage of you.”

Saying that out loud evoked a twinge of anger, so much so that she cracked the rim of the sink. That was sure to cost her some extra credits.

“No! He raped you, plain and simple! Quit calling it anything else!” she spat at herself. “And you’re _not_ over it. You’ve tried to get over it. You even told your friends you’ve moved on. Even Jess believes you. And you can’t lie worth a damn to _her_.”

Carol took a series of deep breaths to calm herself, if only to avoid damaging the sink any further. She let go and clenched her fists, closing her eyes and cursing under her breath. Saying what Marcus did to her out loud opened a _lot_ of old wounds that had never fully healed. A few hadn’t even begun to heal. It was a major reason why she came to places like this.

_‘It’s the biggest unspoken rule for anyone who knows me. No matter who you are or how well we know each other, you never mention that name. You don’t even hint at it. They know how much it pisses me off. Even my enemies know not to bring it up. It just triggers something in me that I don’t like and can’t control.’_

She continued fuming, fighting the outrage and anguish raging within. In the past, she almost went full Binary when she got this upset. Carol had gotten better at controlling it in recent years, but that didn’t make the pain any less agonizing.

After settling her mind and body, she opened her eyes. In her naked reflection, Carol still saw someone who hadn’t dealt with her problems as well as she should’ve. She also saw someone badly in need of relief.

_‘Sometimes, I wish someone in the Avengers would bring him up…even if it does piss me off. I know why they don’t. They still feel responsible on some levels. They believed me when I said I’d fallen in love with Marcus…not questioning just how much he was controlling me. They let me go back with him. That meant I had to free myself, but not before he continued using me.’_

In her mind, Carol saw the vivid memories play out. They may have happened years ago, but they were still as fresh as ever.

She would be standing in front of a mirror, as naked and exposed as she was at that moment. Marcus would come up to her from behind, grope her body in a perverse way. He often placed his hand over her abdomen, as if to stake a claim on her womb. He would then grab her by the chin, hold it firmly, and force her to kiss him.

It still made her sick to her stomach. The worst part was how she would smile and moan, as though she enjoyed it. That was how she carried herself outwardly. Internally, she was screaming, knowing her body and desires were not her own.

_‘I endured plenty of long nights full of one-sided passion. For days on end, he wouldn’t let me put any clothes on. He treated me and my body like possessions. He claimed to value and cherish me, but I knew the truth. He only cared because he needed me to survive. And even after I helped him, he couldn’t let go.’_

In her memories, Carol recalled more intimate moments when she felt his lurid touch. It only got more lurid when he would trail his hand down from her abdomen to her vagina. That was when the line between revulsion and pleasure blurred. He often fingered her in a way to evoke pleasure, getting her to moan blissfully. Carol hated how good it felt because it tightened his hold on her. She was his puppet and using her own pleasure against her made it so much worse.

_‘He used love to control me. And he used sex to tighten that control. Marcus made escaping him as hard as it could possibly be. And when the Avengers found out, they knew the implications. They could’ve come for me. They could’ve stopped it before I had to endure more of his sick touch.’_

Her memories drifted from the past to the present. Carol recalled how Captain America, Iron Man, and Thor all reacted to her ordeal. They were so apologetic. They showed her nothing but kindness, sympathy, and comfort. Tony even offered to pay for a month-long get-away at a private island in the Caribbean. She didn’t take him up on that offer, ultimately deciding to leave the Avengers for a time.

Looking back on it, Carol might have set the stage for this unspoken rule that she so deeply resented. She had been so upset with the Avengers. She couldn’t blame them for what Marcus did, but she couldn’t get over how they believed his lies.

_‘It was a mistake…one they can never completely make up for. I may have forgiven them, but it feels like they’re too eager to overlook it. They never bring it up. They never talk about it with me, even when they know I’ll get upset. I can’t say I blame them. I’m not exactly reasonable when I get upset. But still…I wish someone would take a chance.’_

Carol hugged her shoulders again and sighed. She stopped recounting old memories and tried to look ahead. Still looking at her nude reflection, she saw the final byproduct of those unspoken rules. She was still in one piece. Her body, her mind, and her powers were still intact. She just had many unresolved issues brewing within.

Once again, it was up to her to find a way to deal with these burdens.

“Face the facts,” Carol told her reflection. “You’re _not_ over it. You’re _not_ ready to talk about it with your friends, your teammates…anyone. You’re a long way off from being past this…if it’s even possible. For now, the best you can do is find a way to cope. And so far, this is the least damaging way.”

Telling herself that helped put things back in perspective. It allowed Carol to shed some of the anxiety that often came with recounting such painful memories. She still needed greater relief, but that would come soon enough.

The former pilot took a moment to clean herself up. She turned on the sink to splash some water on her face. She also fixed her hair so that it didn’t look so disheveled. It might have been redundant for what she was about to do. She still did it, as it put her in the right mentality for what awaited.

 _“Thank you for your patience, Customer CDX-161,”_ Ami announced through a speaker system. _“We are ready for you. Please enter the holosim chamber.”_

“Are my usual _companions_ ready?” Carol asked, still staring at her reflection.

_“Yes. I confirm they have been configured and prepared to your specifications. While I’m inclined to offer minor adjustments, I understand you’re quite set on your preferences.”_

“You’re more considerate than most AI’s, Ami…or people, for that matter,” Carol said. “That bothers the hell out of me, but I can’t bring myself to care right now.”

After fixing her hair, Carol’s demeanor hardened. At the other end of the room, opposite to the one she’d entered, another heavy chamber door unlocked. With growing restlessness, she exited the changing room and entered the heart of this exotic alien brothel.

The area she stepped into was small, as was often the case for many brothels. It wasn’t much bigger than her room at Avengers Mansion, containing only a mid-sized bed, a nightstand with drinks, and a couch. The walls were metallic white, as were the floors and ceilings. However, what the room lacked in size and aesthetics, it made up for in function.

As soon as she took her first step towards the center of the room, the floor and walls shifted. They transformed from their bland metallic color to resemble a more comfortable appearance, one Carol had configured herself. It included floors and walls that resembled her old bedroom back in Harpswell, Maine. There was even a window that overlooked the familiar streets, buildings, and landscapes of her former home. It even smelled like it, right down to the crisp New England air.

Carol knew it wasn’t real. It was just a byproduct of holograms and programmable matter, the likes of which the Kree had perfected centuries ago. It still had a calming effect on her. However, the ambience wasn’t her primary focus. It was the three masculine figures sitting on the couch next to the bed.

 _“I did not change their core function or programming. However, I did upgrade their internal structures,”_ Ami said. _“That should make them sufficiently durable to meet your needs.”_

“I hope so,” said Carol. “I need this more than usual.”

She approached the figures on the couch. They immediately stood up in her presence, like soldiers falling in line. Her old drill sergeant would’ve been proud, but discipline wasn’t Carol’s primary goal.

Each figure had a distinctly masculine form. From the neck down, they had bodies that perfectly resembled three very fit, well-endowed human males. Their muscles were well-toned and sculpted. They were no body builders or Olympic athletes. They more closely resembled the men who’d successfully gone through boot camp.

That stature extended to their genitalia. Between their legs, they had fully functioning dicks that were just slightly above average in size. They could’ve been much larger, even to the point of being freakishly large. Ami even offered that at one point, but Carol declined. She didn’t need their dicks to be big. She just needed them to function.

Being in her presence confirmed that they worked as well as ever. Just standing near them, they became half-erect.

“Glad you boys are happy to see me again,” Carol said. “Trust me. The feeling is mutual.”

The three male figures nodded. That was all they could do because, from the neck up, they did not resemble any male, human or Kree.

That was because they had no faces. They had no hair, no eyes, and no facial complexion of any kind. They were just faceless beings, not meant to resemble anyone. It left no illusion as to what they were. Officially, they were black market androids, complete with programmable flesh and perfect obedience protocols. That was just an indirect way of calling them sex robots.

“I know you can’t smile,” Carol told them. “For what I ask of you, it’s probably better that you don’t.”

The Kree government banned them, along with these kinds of brothels. They did so in the name of holding their people and their warriors to a higher standard. That didn’t stop places like this from setting up shop.

Their approach was crude and simple. They used the same technology that warriors used to hone their combat skills to create simulated environments where anyone could live out their fantasies, no matter how lurid they were. The sheer breadth of perversion that went on in brothels like this was the stuff of legend. Carol knew how much of it was true and how much of it was just a myth.

It turned out there was more truth to the legends than anyone dared admit. That was what led Carol to them in the first place. Where else could she create a world in which she could guide her own sexual outlet.

“You know the drill. Ami should’ve uploaded the program before I got here,” Carol told them. “Let’s start with the basics.”

She then narrowed her case on the male figure in the center.

“You!” she said, pointing at him directly. “Get over here and start massaging my breasts. Be gentle and thorough. And remember to pinch the nipples just right.”

The figure nodded, his programming kicking in on the spot. He stepped forward with perfect obedience and understanding. Her naked skin now inches from his, Carol used their proximity to her advantage. She began playfully pawing his chest while he went to work on her breasts.

As expected, he touched them in just the way she liked it. He reached up, softly grasping each fleshy orb in his hands, and rubbing them in a circular motion. It felt good, sending shivers of pleasure through her body. Thanks to previous visits to this same brothel, her companions had grown adept at giving her the kind of foreplay she liked. It helped set the tone, soothing her nerves and getting her into the necessary mindset.

“Mmm…that feels good,” Carol purred. “Gets all the juices flowing.”

Encouraged, the figure rubbed harder, throwing in a few key nipple pinches. That sharpened the sensations, much to Carol’s delight. That was something Marcus didn’t do. He never cared for what actually turned her on, even when she told him. Other lovers listened, but she wasn’t looking for love at the moment. She craved something else.

“You two!” she said, pointing to the two figures still standing by the couch. “Get on the bed. And get your cocks nice and hard. I want them to be ready by the time I’m ready.”

Each male figure nodded and complied. They made their way over to the bed, sitting down on the side just a few feet from where she stood. They began stroking their cocks, activating the most intimate parts of their synthetic flesh. They might have been following a program, but the results were the same.

While the two other men got themselves worked up, the one in front of her stayed focused on her breasts. He kept kneading her breasts with both hands, evoking more pleasured purrs. It got Carol more and more aroused. A moist heat formed between her legs, her pussy becoming wet with her juices.

As that arousal intensified, she continued pawing the figure in front of her. She didn’t pay attention to his blank face. She focused only on his body, just like Marcus had on her. Tapping into her growing sexual hunger, she leaned in and tasted the sinews of his upper body. It was delicious, reeking with raw masculinity.

She also reached down between his legs and grasped his cock, which was already semi-hard. She stroked and fondled it firmly, evoking some strong reactions. He might have been a robot and his flesh might have been entirely synthetic, but he was still a man. He still reacted to her lustful touch.

“You’re getting hard too. Good!” said Carol. “Now, touch my pussy. Get me nice and wet.”

The man did as she asked, keeping one hand on her breast while slipping the other between her legs. He immediately went for her most sensitive areas, slipping a finger into her folds while using his thumb to stimulate her clit. The focus was on her pleasure and her enjoyment of this experience. It was basic and shallow, but it was just what she needed.

“Ooh!” Carol moaned. “That’s it. _That’s_ how I like it.”

The foreplay continued. The male figure obeyed ordered and followed his programming, touching and caressing her naked body in every way she liked. It got Carol aroused and sparked in her a growing desire. It wasn’t romantic, complicated, or elaborate. It was pure lust, a simple want for hot sex.

That simple nature was the key. That was why this her preferred method for coping with her many burdens. Marcus Immortus messed up her mind, body, and her ability to have a healthy personal life. This was how she balanced that out.

She could easily imagine Jess or Tony saying this wasn’t healthy, especially for an alcoholic. That wouldn’t have stopped Carol. It still worked for her. She needed this and she needed it bad. After just a few minutes of touching and fondling, she was ready for more.

“Enough! You’ve done your job,” she told the man in front of her. “Stand by the bed and keep your dick hard. You’ll have another part to play soon enough.”

Carol then slipped out of the male figure’s grasp, his hands promptly removed from her breasts and pussy. Still hot with arousal, her legs weak and her nipples erect, she joined the other two on the bed. She got right between them, went to work fondling their masculine bodies, and playing with their hardened cocks.

“As for you two, it’s time to pay for your upkeep,” Carol told them. “We’ll start with the basics. One takes me from behind. The other gets in front and gets sucked off. I’m already horny as hell so don’t make me wait! I need a good fucking like never before!”

What unfolded next was a lurid blur, but one Carol guided every step of the way. One moment, she was trailing her fingers down the chests of each male figure. The next, she was on all fours in the center of the bed, one naked figure in front of her while the other was behind. Both had propped themselves on their knees, their rigid cocks standing at attention, ready for her lust.

In that moment, within that lurid setup, Carol Danvers descended into a sexual daze. In such a state, her usually tough demeanor gave way to a woman in heat. Everything was reduced to a more primal state where primal needs had priority. Marcus used to put her in that state against her will. Here, she could enter it willingly.

“Come here!” she said to the man in front of her. “Let me taste that delicious cock.”

The man inched closer, his rigid dick waving in front of her face. Carol eagerly grasped the base, squeezing it firmly and guiding the tip to her lips. As she licked around the hardened flesh, the man behind her aligned his cock with the outer folds of her vagina. She willingly accommodated him, parting her legs slightly and arching her hips, welcoming him into her womanhood.

The faceless man accepted the invitation. Placing both hands on her shapely butt, he thrust his hips forward, driving his penis into her moist folds. Carol moaned at the feeling, even as her lips enveloped the penis in front of her. In her horny, aroused state, her inner muscles parted easily as the hardened flesh penetrated her depths. From there, the basics of sex took over. The man began moving his hips in a rhythm, pumping his member within the fleshy confines of her pussy.

_‘There it is. That’s the feeling I come here for. Simple, raw sex…free of complications or burdens. A natural pleasure to sooth my unnatural issues. It shouldn’t work as well as it does, but damn!’_

Carol didn’t give the bigger picture a second though. She just let her naked body rock to the rhythm, the sound of his pelvis banging against hers filling the room every time he pushed his cock into her.

As Carol rocked to that sexual rhythm, she went from teasing the cock in front of her to gorging on it entirely. After suckling the tip, she hungrily enveloped nearly his entire length, showing off deep-throating skills that she hadn’t exercised in a good long while. It was indicative of how horny and in need she’d been. It also reminded her of how much she enjoyed the taste of masculine flesh.

_‘Men have lied to me, manipulated me, and exploited me to no end. I can hate them, but I can’t hate how great it feels to taste and savor male flesh. I know there are good men out there. Hell, I work with them. But to just appreciate the male form and all this glory…damn Marcus for making that so hard!’_

The pace and intensity of their sex escalated. The man fucking her from behind thrust harder. The man in front of her leaned back while running his fingers through her hair, giving her free reign as she sucked and slurped along the length of his member. From both ends, she took their cocks. It flooded her body with many sensations, bombarding her with physical and mental stimulation that was difficult to mach.

Carol guided the rhythm, shifting her body and bucking her hips to get the men humping her at just the right pace. Being obedient robots, they complied perfectly. Marcus Immortus made it very difficult communicating her wants during sex. This was the only place where she could convey everything she needed to maximize the experience. It might have been cheating in the grand scheme of things, relying on robots to give her the sex she wanted. It still led to the same result.

“Mmm! Oh yeah! That’s it! Just like that! Do me…just like that!” Carol panted while stroking the cock in front of her. “Keep going…and you’re gonna…make me…come!”

She could already feel it building. The steady supply of sexual sensations compounded rapidly, getting her closer and closer to that apex pleasure. Having an orgasm wasn’t exactly hard for her. Carol had given herself plenty, even after her encounter with Marcus. Getting it through regular sexual intercourse, however, proved challenging. It had led to many stressful moments in her personal life.

Here, that was not a concern. These faceless men knew what they were doing and they did it well. The one behind her just hammered away, his dick slithering rapidly like a well-oiled piston in her vagina. As he maintained their brisk pace of sex, he reached over and grabbed her swaying breasts, pinching her nipples just like she’d demanded earlier. That gave her an extra nudge towards O-Town.

At the same time, Carol sucked harder on the dick in front of her, fully deep-throating his rigid length as she savored every inch of his manly flesh. It was like the appetizer before the big meal. She could feel it coming fast. The second it hit, she embraced it to the utmost.

“Oohhh fuck yes!” she exclaimed.

She was loud.

She was vulgar.

She was animated.

In this pit of debauchery, Carol let herself be whatever she had to be to fulfill her lustful desires. It might have been crude and blunt, but that didn’t make it feel any less incredible.

_‘My body. My sex. My pleasure. It feels so good!’_

Carol nearly knocked the faceless man in front of her over when she erupted in an orgasmic frenzy. She squeezed the sheets of the bed under her, threw her head back, and closed her eyes as she let out a euphoric cry.

The man behind her slowed his thrusting, her slick inner muscles contracting around his cock in an orgasmic release. The fire within her core radiated out, releasing ripples of pleasure in all directions. The same woman who could soak up the energy of a star and tank a punch from Thanos trembled under the feeling. Her mind and body froze briefly under the weight of such pleasure.

What made it extra satisfying was how it came from her desires, her efforts, and her will. This was not a feeling given or manipulated within her, as Marcus often did. This was hers to savor.

_‘And just like that, I feel more balanced. It’s a start!’_

Still panting and shuddering, her body processing her orgasmic release, Carol re-focused on that wo figures who had given her this feeling. They might have been faceless drones, but they still deserved their share of the feeling. It was a courtesy someone like Marcus would never afford.

“Don’t stop,” Carol told them through her heavy pants. “Keep fucking me…till you come!”

As if to give weight to her words, she immediately grabbed the cock of the man in front of her and resumed sucking it. If he had a face, he would’ve been shocked. He quickly got back into it, holding onto the sides of her head as she drew him to the brink.

The faceless man behind her heeded her words as well. As the orgasmic contractions settled, he resumed his thrusting. The pace of their sex escalated quickly, their dicks aching for a good release. Their flesh might have been synthetic, but it still operated like that of any ordinary male. Ami had guaranteed that all of Carol’s companions had genitals that could perfectly mimic the experience, including the messy parts.

“Mmm yeah!” she moaned hungrily. “You’re both close. I can feel it. Give it to me! Give me a good helping of cum!”

That kind of dirty talk was one of her favorite kinks. Carol remembered how much Marcus hated it. He said it wasn’t very “lady-like.” That made her appreciate it even more during sex.

Unlike past lovers, the two faceless men didn’t react or shift gears by her crude words. They just kept at it, working their hips and letting the sensations of sex guide them. Once they crossed that special threshold, they slowed their movements, their bodies trembling in anticipation. The one fucking her pussy came first, his grip on her intensifying as he got his release. The one she’d been sucking off came shortly after.

From there, familiar male biology took over.

“Oohhh, I feel it! You’re both coming!” Carol exclaimed.

The man behind her trembled like she had under his release. He leaned forward and squeezed her breasts hard as his dick throbbed inside her. Carol could feel his veiny contours tense as he sprayed his load of seminal fluid up into her pussy.

As his fluids mixed with hers, the man in front of her blew his load as well. She kept a firm grip on the base of his cock, holding her mouth open and stroking his shaft as he shot streams of cum right into her mouth. It might have been completely synthetic, devoid of any sperm, but it felt and tasted exactly the same.

Having a strong appreciation for that taste, Carol lapped up every drop from both ends. She could hear the voices of more repressed women in her head, lecturing her at how women weren’t _supposed_ to enjoy the taste of cum. She’d give the finger to every one of those women if she could.

This was _her_ sex.

This was what _she_ enjoyed.

This was what she wanted and needed to satisfying her desires.

_‘I enjoy sex, men, and the taste of jizz. That shouldn’t be so politically incorrect, but it’s what I like. It gets me off. And it fills a need.’_

A lurid silence filled the windowless room. The faceless men, unable to make any noises, simply shuddered under their release. Carol milked them for every last drop of their manly fluid before releasing her hold on the man in front of her. Shortly after, the man behind her withdrew from her pussy.

Carol broke the silence with a content gasp. While the two faceless men fell back, she collapsed onto the bed, her naked body reeling from such a heated act. A mix of sexual fluids seeped from her pussy and down her inner thighs. Her hair was a mess. Light traces of seminal fluid dripped from her chin. She didn’t need a mirror to see that looked like someone who had just been fucked. It left her feeling disheveled, but much more content than when she entered.

“You guys may not have faces, minds, charm, or personality,” Carol told the faceless creatures, “but you know how to treat a lady. And after what I’ve been through, I appreciate that…more than most.”

The faceless men didn’t react. They just remained on the bed, gazing at her while their dicks softened. Even without faces, Carol sensed they got the message. She cast them a grateful smile before rising from the bed once more.

Despite the quality sex she’d just enjoyed, she was still horny. She wouldn’t have requested multiple companions if she thought she could be satisfied with a quicky on her way through Hala. Even as certain parts of her body were reeling, Carol sought more.

To that end, she turned her attention to the faceless man who’d given her such quality foreplay earlier. He was still standing near the bed, stroking his cock lightly to keep it fully erect. Even with his limited intelligence, she sensed he felt left out. That was about to change.

“You!” Carol said, pointing at him, “Don’t think I’ve forgotten about you…or how you so lovingly rubbed my tits earlier.”

The male figure reacted strongly to her attention. He let go of his cock and carefully approached. Carol, in a show of playful urgency, leaned back on the bed and seductively gestured towards him.

“Come on over,” she said to him. “Since you’ve been so patient, I’ve got something special for you!”

The male figure obeyed, showing an eagerness not typical of a sex robot, Kree or otherwise. It joined her on the bed. The other two slipped off to give them more room, retreating towards the nearby couch. They still watched closely, their cocks remaining semi-erect in a show of lingering lust.

Content to let them enjoy the show, Carol welcomed the lone male figure into bed with her. She pulled him on top of her, kissing and licking around his neck and chest. The simple feel of a nice, manly body pressing down against her got her feminine juices flowing once more. As she explored his masculine sinews, she felt his erect cock press against her. Even without a face or much personality, she could tell he wanted her.

“Mmm…I bet you want to shove this big cock inside me,” Carol said, channeling her love of dirty talk once more. “I want it too. But since my pussy has already had its fill…”

As her words trailed off, she guided the faceless man’s hands to her butt. It was the same butt she once showed off in her old Ms. Marvel costume. The way she looked him with such devious intent offered a telling hint of what she had in mind.

“Fuck my ass!” Carol said intently. “Take that big piece of throbbing man-meat…and stick it in this famous ass.”

She couldn’t have sounded any dirtier if she tried. She might as well have been a sex-crazed nymphomaniac from a bad porno, most likely the kind Wolverine would watch. It certainly didn’t sound like the strong, independent Carol Danvers that so many others celebrated. To her, however, it perfectly echoed her desires.

The faceless man in bed with her didn’t react or judge her lurid request. He still showed basic excitement at the prospect of sex, as anyone might expect of a man with a raging boner. That was the only reaction that mattered to her.

_‘Saying words like that still get me going. It’s yet another sign I’m still not over what happened to me years ago. But if I’m going to deal with it in a semi-healthy way….’_

Carol didn’t finish her thought. More basic desires once again took over.

She had already shifted her body and the faceless man followed closely. She ended up lying on her side, the male figure spooning her from behind. He kept both hands on her hips, her butt now aligned with his pelvis. Carol could already feel his rigid cock rubbing up against her.

She braced herself in anticipation, clenching the sheets and taking deep breaths. She could’ve paused the appointment and asked Ami to get some lube. There was probably some hidden in a compartment next to the bed. Out of both impatience and horniness, Carol chose not to. She had done anal before. She could handle what awaited.

“Do it!” she urged him, as if to limit any further hesitation.

The faceless man obliged. With one hand still on her hip, he pressed the tip of his cock against her tight hole. Then, with a perfect mix of care and lust, he entered her ass.

“Hnn…fuck!” Carol grunted.

The penetration wasn’t as smooth as it had been with her pussy. Carol clenched the sheets harder, feeling the initial sting as his erect cock pushed deeper into her ass. It was much tighter and harder, requiring more effort to complete their union.

There was discomfort, but Carol had endured plenty of discomfort before. She had endured basic training in the military and plenty of brutal fights against enemies with god-like power. She could take the initial pain that came with anal sex. It was a precursor to the payoff, which began manifesting as soon as the man started moving his hips.

“Yes! Ooh harder! Fuck my ass harder!” Carol gasped.

The faceless man tightened his hold on her, gaining more leverage so he could put more vigor behind every thrust. It still took a moment for Carol to adjust to his size, but once it passed, the discomfort gave way to new pleasure.

Their bodies now in sync, the male figure followed the same script as the first two, working his way towards a steady rhythm of sex. Back and forth, he worked his hips, pumping his cock inside her ass. The extra-tight entwinement of flesh evoked plenty of hot sensations. They were sensations unique to anal sex. Carol had come to appreciate them, but not just for the pleasure it brought.

_‘It’s strange, but not surprising. I love anal, but I didn’t realize how much I loved it until after Marcus. He was so particular. He focused so heavily on my pussy, as though that was the only part of sex that mattered. He claimed to love me, but not enough to let me explore sex on my own. Me taking a dick up the ass would probably disgust him. That just makes me like it more.’_

Their sex played out. Her body rocked, along with the bed. She clenched the sheets harder, shifting and arching her body to supplement every thrust. At one point, Carol grabbed one of her breasts and squeezed it, adding even more to the sensations.

The faceless man behind her just kept at it, working his cock inside her tight hole, his upper body pressing lightly against her naked back. That extra intimacy that focused on more than just her lady parts made this sex feel more complete. It also made it feel like the kind of sex that Carol wanted and enjoyed.

“Mmm…I love it! I love this!” she moaned, slipping back into that sexual daze. “I’m gonna come again. If you’re ready…let it out…in my ass!”

The man definitely heard her. He humped her harder and faster, his dick throbbing inside her in preparation for a release. Having had to watch the first round, Carol didn’t blame him for being _eager_.

As the male figure neared his release, Carol guided herself the rest of the way. As her body rocked to the sex, she kept squeezing her breast with one hand while fondling her pussy with the other. That collective surge of sensations brought her to the brink once more.

This time, the faceless man got off first. She could feel his dick tense inside her ass, his thrusts slowing as he came hard, spraying his seminal load up into her depths. He was still going off when she crossed that threshold, squeezing her tit and rubbing her clit as she got her release.

“Oohhh fuck yes!” Carol exclaimed.

Her second orgasm was just as good as he first. That ball of heat in her core erupted again, sending ripples of pleasure out in every direction. She closed her eyes and moaned blissfully, her body writhing under the wondrous sensations.

The feelings of sexual release were familiar, but the larger implications were the same. This was _her_ sex, _her_ pleasure, and _her_ way of achieving a unique kind of contentment. All the unhealed wounds and unspoken rules surrounding them fell to the wayside, if only briefly. There was only a sense of peace and an affirmation that she could still enjoy this feeling.

_‘I’m still a recovering alcoholic. I’m still not over what Marcus Immortus did to me. And a bunch of unwritten rules make it hard to deal with these issues. But this – whatever you wanna call it – this helps me in so many ways.’_

As Carol panted heavily in her orgasmic daze, the faceless man carefully withdrew from her ass. Some lingering seminal fluid spilled out in the process. He then slipped off the bed to give her room. These synthetic beings weren’t big on cuddling and Carol hadn’t requested it. She was fine with just lying back in the center of the bed, looking up at the ceiling, and enjoying the afterglow.

“I really, _really_ needed that,” she sighed. “A dose of hard, raw, _uncomplicated_ sex…it’s crude, but it gets the job done.”

Carol lingered in her relaxed state, a content grin forming on her face. She already felt much better now, compared to when she first entered. It might not have fully healed her lingering wounds, but it helped her cope. It made the prospect of flying higher, further, and faster than any Captain Marvel before her both enticing and attainable.

Now flushed with newfound contentment and energy, Carol shot up and looked towards the faceless male figures still standing by her bed. The two who had watched had raging boners once more. That was one of the benefits of synthetic flesh. They could recover quickly, should more sex be necessary. More sex might not have been _necessary_ in this instance, but that didn’t stop her from pursuing more.

“You three have been great soldiers. If you had lips, I’d kiss you,” Carol said jokingly. “Instead, just get over here and let’s have some more fun! I’ve still got some time left in this appointment. Let’s make the most of it.”

* * *

**The End**

**AN: I hope you enjoyed that. Thank you very much for reading. Please remember to leave a comment. And if you have ideas or suggestions for this or other stories, please feel free to share them. Thanks again and take care!**

**MarvelMaster616**


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